Consummation of Spin-Off. The Spin-Off shall have been consummated substantially in accordance with the description thereof set forth in the Form 10 Registration Statement. Lender shall have no obligation whatsoever to cause the Spin-Off to occur; and may determine for any reason or no reason in its sole and absolute discretion not to cause the Spin-Off to occur or to cease efforts to effect the Spin-Off.
Consummation of Spin-Off. The Administrative Agent shall have received a certificate signed by a Responsible Officer of the Company, dated as of the Funding Date, stating that, to the best of such officer's knowledge after due inquiry, the Spin-Off has been consummated (or shall be consummated substantially concurrently with the initial Borrowing on substantially the terms set forth in the Form 10 and the Company's filing on Form S-4, without giving effect to any material amendment thereto (other than any amendment prior to the Effective Date or any amendment which does not affect any member of the Tenneco Packaging Group, unless approved in writing by the Required Lenders, which approval shall not be unreasonably withheld or delayed.
Consummation of Spin-Off. The Spin-off and related ------------------------ transactions shall have been not later than 11:59 p.m. one Business Day following the Funding Date, consummated in all material respects in accordance with the terms and conditions set forth in the Form 10 Filing and Information Statement.
Consummation of Spin-Off. The Cogint Board, in accordance with applicable Law, and the terms and conditions of the Business Combination Agreement, shall establish (or designate Persons to establish) the Record Date and the Spin-Off Date, and Cogint shall establish appropriate procedures in connection with, and to effectuate in accordance with applicable Law, the Spin-Off in accordance with the terms hereof and the terms and conditions of the Business Combination Agreement. All shares of SpinCo Common Stock held by Cogint on the Spin-Off Date shall be distributed in accordance with Section 4.2 and Section 4.5(b) hereof.
Consummation of Spin-Off. Subject to the conditions and rights of termination set forth in this Agreement, on or prior to the Spin-Off Time, Bristol will (i) irrevocably deliver to the Agent for the benefit of the Persons entitled to receive BHR Common Shares in the Spin-Off a single stock certificate representing all the BHR Common Shares, endorsed by Bristol in blank, and (ii) deliver to the Agent written instructions regarding the distribution of such BHR Common Shares to such Persons in the Spin-Off. Following the Spin-Off, the direct and indirect Subsidiaries of Bristol will be as set forth on Schedule 3.2.
Consummation of Spin-Off. The Cogint Board, in accordance with applicable Law, shall establish (or designate Persons to establish) the Record Date and the Spin-Off Date, and Cogint shall establish appropriate procedures in connection with, and to effectuate in accordance with applicable Law, the Spin-Off in accordance with the terms hereof. All shares of SpinCo Common Stock held by Cogint on the Spin-Off Date shall be distributed in accordance with Section 4.2 and Section 4.5(b) hereof. After the effectiveness of the Charter Amendment but prior to the Spin-Off, SpinCo shall issue a number of additional shares of SpinCo Common Stock to Cogint as may be required to consummate the Spin-Off as contemplated herein.
Consummation of Spin-Off. All conditions precedent to the transactions described in the Western Union Form 10 relative to the spin-off of the Company from First Data Corporation (other than any condition of payment with the proceeds of Loans made hereunder) shall have been satisfied.
Consummation of Spin-Off. Evidence of consummation of the Spin- ------------------------ Off Transaction, and receipt of all shareholder, governmental and other necessary consents, approvals and authorizations (including the passage of all waiting periods).
Consummation of Spin-Off. Either (i) the Spin-Off shall have been consummated substantially in accordance with the description thereof set forth in the Form 10 Registration Statement, and the Agents shall have received such evidence thereof as they shall reasonably request or (ii) the Spin-Off shall be scheduled to occur on the Initial Funding Date and the Agents shall have received (A) a certificate, in form and substance reasonably satisfactory to the Agents, executed by a responsible officer of AutoNation certifying that (1) all of the conditions to effectiveness of the Spin-Off pursuant to the Distribution Documentation have been satisfied (except for the distribution of shares of common stock of the Borrower to the shareholders of AutoNation) and (2) AutoNation has given instructions to the Distribution Agent (under and as defined in the Distribution Documentation) to distribute the shares of common stock of the Borrower to the shareholders of AutoNation and (B) a guarantee, in form and substance reasonably satisfactory to the Agents, executed by AutoNation to guarantee the Obligations, such guarantee to become effective only if the Spin-Off does not occur on the Initial Funding Date.
Consummation of Spin-Off. Evidence of consummation of the spin-off of the Borrower from USOP (the "Spin-off Transactions") as described in the Distribution Agreement among Workflow Graphics, Inc., Aztec Technology Partners, Navigant International, Inc. and the Borrower (collectively, the "Spin-Off Companies") and USOP, the Tax Allocation Agreement among the Spin-Off Companies and USOP, the Employee Benefits Agreement among the Spin-Off Companies and USOP and the Tax Indemnity Agreement among the Spin-Off Companies, all of which are attached as exhibits to the Borrower's Registration Statement on Form S-1 under the Securities Act of 1933, and the transactions contemplated in connection therewith, including receipt of all shareholder, governmental and other necessary consents, approvals and authorizations (including the passage of all waiting periods).
